Choosing a US state for formation
Guide

Wyoming vs Delaware LLC: The Honest Comparison

US Company FormationJuly 10, 2026·By CA Sumit Chandwani
Ask five formation services and you'll get five sales pitches. Here's the actual decision logic between the two states non-residents pick most.

Both states work. The right one depends on what you're building.

Cost, side by side

  • Wyoming — ~$100 to file, $60+ annual report. Cheapest credible option to maintain.
  • Delaware — $90 to file, flat $300 franchise tax every June 1. Five times Wyoming's annual cost, forever.

Privacy

Wyoming doesn't put member names on the public formation record. Delaware is also private at formation. Both still require beneficial ownership reporting where federal BOI rules apply — state privacy is not invisibility.

The investor question

This is the real fork. If you plan to raise from US venture investors, they will almost certainly require a Delaware C-corporation — and converting a Wyoming LLC later adds friction. If venture capital is the plan, start where you'll end up.

TipBootstrapped e-commerce, agency or consulting business with no VC ambitions? Wyoming's lower carrying cost wins. Startup that will raise? Delaware — and probably a C-corp, not an LLC at all.

Courts and case law

Delaware's Court of Chancery and its deep case law matter for companies with complex ownership and disputes. A single-owner LLC selling on Amazon will never use it.

Don't forget where you operate

If you live and work in California, forming in Wyoming doesn't escape California — you'll register there as a foreign LLC and pay its $800 minimum anyway. State choice matters most for non-residents and location-independent businesses.

The bottom line

Wyoming for lean, private, bootstrapped operations. Delaware when investors, complex ownership or a future priced round are in the picture. MOREOFTAX forms in either — and tells you which fits before you pay.

Still torn between the two?

One call and your facts decide it. Formation, EIN, agent and first-year compliance — flat fee in either state.

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